Motorola 2010 Annual Report Download - page 136

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EXHIBIT INDEX
Exhibit No. Exhibit
3.1 (a) Restated Certificate of Incorporation of Motorola, Inc., as amended through May 5, 2009
(incorporated by reference to Exhibit 3(i)(b) to Motorola, Inc.’s Quarterly Report on Form 10-Q
for the fiscal quarter ended July 4, 2009 (File No. 1-7221)).
3.1 (b) Certificate of Amendment to the Restated Certificate of Incorporation of Motorola, Inc., effective
January 4, 2011, as filed with the Secretary of State of the State of Delaware (incorporated by
reference to Exhibit 3.1 to Motorola Solutions Current Report on Form 8-K filed on January 10,
2011 (File No. 1-7221)).
3.1 (c) Certificate of Ownership and Merger merging Motorola Name Change Corporation into Motorola,
Inc., effective January 4, 2011, as filed with the Secretary of State of the State of Delaware
(incorporated by reference to Exhibit 3.2 to Motorola Solutions Current Report on Form 8-K filed
on January 10, 2011 (File No. 1-7221)).
3.2 Motorola Solutions, Inc. Amended and Restated Bylaws as of November 11, 2009 (incorporated by
reference to Exhibit 3.1 to Motorola, Inc.’s Report on Form 8-K filed on November 16, 2009 (File
No. 1-7221)).
4.1 (a) Senior Indenture, dated as of May 1, 1995, between The Bank of New York Trust Company, N.A.
(as successor Trustee to JPMorgan Chase Bank (as successor in interest to Bank One Trust
Company) and BNY Midwest Trust Company (as successor in interest to Harris Trust and Savings
Bank) and Motorola, Inc. (incorporated by reference to Exhibit 4(d) of the Registrant’s Registration
Statement on Form S-3 dated September 25, 1995 (Registration No. 33-62911)).
4.1 (b) Instrument of Resignation, Appointment and Acceptance, dated as of January 22, 2001, among
Motorola, Inc., Bank One Trust Company, N.A. and BNY Midwest Trust Company (as successor
in interest to Harris Trust and Savings Bank) (incorporated by reference to Exhibit 4.2(b) to
Motorola, Inc.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2000
(File No. 1-7221)).
Certain instruments defining the rights of holders of long-term debt of Motorola, Inc. and of all its
subsidiaries for which consolidated or unconsolidated financial statements are required to be filed
are being omitted pursuant to paragraph(4)(iii)(A) of Item 601 of Regulation S-K. Motorola
Solutions agrees to furnish a copy of any such instrument to the Commission upon request.
10.1 Amended and Restated Master Separation and Distribution Agreement among Motorola Mobility
Holdings, Inc. (f/k/a Motorola SpinCo Holdings Corporation), Motorola Mobility, Inc. and
Motorola, Inc. effective as of July 31, 2010 (incorporated by reference to Exhibit 2.1 to
Amendment No. 1 to the Form 10 Registration Statement filed on August 31, 2010 by Motorola
Mobility Holdings, Inc. (formerly Motorola SpinCo Holdings Corporation) (File No. 1-34805)).
10.2 Amended and Restated Intellectual Property Assignment Agreement between Motorola Mobility,
Inc. and Motorola, Inc. effective as of July 31, 2010 (incorporated by reference to Exhibit 10.1 to
Amendment No. 1 to the Form 10 Registration Statement filed on August 31, 2010 by Motorola
Mobility Holdings, Inc. (formerly Motorola SpinCo Holdings Corporation) (File No. 1-34805)) .
10.3 Amended and Restated Intellectual Property License Agreement between Motorola Mobility, Inc.
and Motorola, Inc. effective as of July 31, 2010 (incorporated by reference to Exhibit 10.2 to
Amendment No. 1 to the Form 10 Registration Statement filed on August 31, 2010 by Motorola
Mobility Holdings, Inc. (formerly Motorola SpinCo Holdings Corporation (File No. 1-34805)).
10.4 Amended and Restated Exclusive License Agreement between Motorola Trademark Holdings, LLC
and Motorola, Inc. effective as of July 30, 2010 (incorporated by reference to Exhibit 10.3 to
Amendment No. 3 to the Form 10 Registration Statement filed on November 12, 2010 by
Motorola Mobility Holdings, Inc. (File No. 1-34805)).